{"id":62094,"date":"2026-03-01T22:12:37","date_gmt":"2026-03-01T15:12:37","guid":{"rendered":"https:\/\/hbbgroup.net\/the-legal-strategy-behind-crypto-exchange-backpacks-token-to-equity-program\/"},"modified":"2026-03-01T22:12:37","modified_gmt":"2026-03-01T15:12:37","slug":"the-legal-strategy-behind-crypto-exchange-backpacks-token-to-equity-program","status":"publish","type":"post","link":"https:\/\/hbbgroup.net\/zh\/the-legal-strategy-behind-crypto-exchange-backpacks-token-to-equity-program\/","title":{"rendered":"The Legal Strategy Behind Crypto Exchange Backpack&#8217;s Token-to-Equity Program"},"content":{"rendered":"<div>\n<div>\n<h4 color=\"#333\">In brief<\/h4>\n<ul>\n<li>Backpack plans to offer equity to users that stake its upcoming token.<\/li>\n<li>But they will also need to become a VIP at the exchange, co-founder Can Sun said.<\/li>\n<li>The exchange is preparing to register the tokens as securities in a \u201cworst case scenario.\u201d<\/li>\n<\/ul>\n<\/div>\n<p><span>Not long after Backpack <\/span><a href=\"https:\/\/decrypt.co\/358909\/crypto-exchange-backpack-offer-equity-token-stakers\" target=\"_blank\"><span>teased<\/span><\/a><span> last Monday that its upcoming token would enable users to earn equity in the crypto exchange, people from across the industry began reaching out with the exact same question, according to co-founder and Chief Compliance Officer Can Sun.<\/span><\/p>\n<p><span>Everyone wanted to know how the arrangement was structured in a way that wouldn\u2019t turn the token into a security, he told <\/span><i><span>Decrypt<\/span><\/i><span>. And the answer involves a strategic separation between the digital asset\u2019s capabilities and Backpack\u2019s business, he said.<\/span><\/p>\n<p><span>Although regulators in the U.S. have historically scrutinized tokens that offer a direct claim on a company\u2019s success, Backpack is betting that a clever bit of legal engineering can keep the regulators at bay. Sun argued that the conversion property won\u2019t actually be attached to the token itself. Rather, it\u2019ll be attached to an upcoming VIP program, he said.<\/span><\/p>\n<p><span>Becoming a VIP on Backpack will entail trading on the exchange and using the company\u2019s other services, Sun said, in addition to locking the token up for a prolonged period of time.<\/span><\/p>\n<p><span>\u201cThe token could be floating out there to anyone, but if you don\u2019t use Backpack, if you don\u2019t stake it for a year, then it has none of those rights,\u201d Sun explained. \u201cIt\u2019s not a property of the token itself, it\u2019s the property of a VIP program that we\u2019re running.\u201d<\/span><\/p>\n<p><span>Backpack is leaning into that approach amid discussions to raise $50 million at a pre-money valuation of $1 billion, as reported by <\/span><a href=\"https:\/\/www.axios.com\/pro\/fintech-deals\/2026\/02\/09\/backpack-exchange-50m-raise-unicorn-valuation\" target=\"_blank\"><i><span>Axios<\/span><\/i><\/a> <span>earlier this month. Meanwhile, Sun said Backpack has generated interest among SPACs\u2014publicly traded companies set up for the purpose of acquiring private ones\u2014and bankers that want to take the firm public.<\/span><\/p>\n<p><span>\u201cWe have a lot of interest, but we want to find the right time to do it,\u201d he added, noting that the supply of Backpack\u2019s token is expected to unlock in relation to that timeline.<\/span><\/p>\n<p><span>The company\u2019s legal strategy may resemble an unprecedented move amid an increasingly supportive regulatory backdrop in the U.S., but Sun said the company has a backup plan that involves registering the tokens as securities during an anticipated public offering.<\/span><\/p>\n<p><span>\u201cThe remedy for an unlicensed securities offering is registration,\u201d he said. \u201cWe\u2019re just going to register an additional class of securities on our IPO. That cures it in the worst-case scenario.\u201d<\/span><\/p>\n<p><span>Sun, who <\/span><a href=\"https:\/\/decrypt.co\/202417\/sbf-asked-former-ftx-lawyer-for-legal-justifications-for-missing-funds\" target=\"_blank\"><span>previously served<\/span><\/a><span> as general counsel at collapsed crypto exchange FTX, wagered that the token-to-equity conversion program would\u2019ve been allowed under former SEC Chair Gary Gensler, who notoriously pursued lawsuits against myriad crypto firms.<\/span><\/p>\n<p><span>Sun pointed to a filing that Coinbase submitted to the SEC in 2020, which he worked on at law firm Fenwick. Before pivoting to a direct listing on the Nasdaq, the exchange attempted to register a \u201cClass T common stock,\u201d which would be tokenized, as part of a public offering.<\/span><\/p>\n<p><span>SEC documents <\/span><a href=\"https:\/\/www.sec.gov\/Archives\/edgar\/data\/1679788\/000162827920000356\/filename1.htm\" target=\"_blank\"><span>show<\/span><\/a><span> that Coinbase was asked to provide legal analysis on how tokenized shares weren\u2019t a completely different, and potentially more complex, type of investment than traditional stock. Ultimately, Coinbase dropped the idea, citing \u201cfurther consideration.\u201d<\/span><\/p>\n<div>\n<h3>Daily Debrief Newsletter<\/h3>\n<p>Start every day with the top news stories right now, plus original features, a podcast, videos and more.<\/p>\n<\/div>\n<\/div>","protected":false},"excerpt":{"rendered":"<p>In brief Backpack plans to offer equity to users that stake its upcoming token. But they will also need to [&hellip;]<\/p>","protected":false},"author":5,"featured_media":62096,"comment_status":"open","ping_status":"open","sticky":false,"template":"","format":"standard","meta":{"_acf_changed":false,"footnotes":""},"categories":[220],"tags":[],"class_list":["post-62094","post","type-post","status-publish","format-standard","has-post-thumbnail","hentry","category-tien-dien-tu"],"acf":[],"_links":{"self":[{"href":"https:\/\/hbbgroup.net\/zh\/wp-json\/wp\/v2\/posts\/62094","targetHints":{"allow":["GET"]}}],"collection":[{"href":"https:\/\/hbbgroup.net\/zh\/wp-json\/wp\/v2\/posts"}],"about":[{"href":"https:\/\/hbbgroup.net\/zh\/wp-json\/wp\/v2\/types\/post"}],"author":[{"embeddable":true,"href":"https:\/\/hbbgroup.net\/zh\/wp-json\/wp\/v2\/users\/5"}],"replies":[{"embeddable":true,"href":"https:\/\/hbbgroup.net\/zh\/wp-json\/wp\/v2\/comments?post=62094"}],"version-history":[{"count":0,"href":"https:\/\/hbbgroup.net\/zh\/wp-json\/wp\/v2\/posts\/62094\/revisions"}],"wp:featuredmedia":[{"embeddable":true,"href":"https:\/\/hbbgroup.net\/zh\/wp-json\/wp\/v2\/media\/62096"}],"wp:attachment":[{"href":"https:\/\/hbbgroup.net\/zh\/wp-json\/wp\/v2\/media?parent=62094"}],"wp:term":[{"taxonomy":"category","embeddable":true,"href":"https:\/\/hbbgroup.net\/zh\/wp-json\/wp\/v2\/categories?post=62094"},{"taxonomy":"post_tag","embeddable":true,"href":"https:\/\/hbbgroup.net\/zh\/wp-json\/wp\/v2\/tags?post=62094"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}